SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
December 30, 2010
DYNEGY INC.
DYNEGY HOLDINGS INC.
(Exact name of registrant as specified in its charter)
| Delaware Delaware |
001-33443 000-29311 |
20-5653152 No. 94-3248415 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 1000 Louisiana, Suite 5800, Houston, Texas | 77002 | |
| (Address of principal executive offices) | (Zip Code) |
(713) 507-6400
(Registrant’s telephone number, including area code)
N.A.
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| x | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01 | Other Events. |
On December 30, 2010, Dynegy Inc. (the “Company”) filed a press release announcing that its Board of Directors unanimously recommends that Dynegy stockholders tender shares into the tender offer commenced by an affiliate of Icahn Enterprises LP on December 22, 2010, and that the Company has filed with the Securities and Exchange Commission a Solicitation/Recommendation Statement on Schedule 14D-9 regarding the tender offer.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits:
| Exhibit No. |
Document | |
| 99.1 | Press Release, issued by the Company, dated December 30, 2010. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DYNEGY INC. (Registrant) | ||||||
| Dated: December 30, 2010 | By: | /s/ KENT R. STEPHENSON | ||||
| Name: | Kent R. Stephenson | |||||
| Title: | Senior Vice President, Deputy General Counsel | |||||
| DYNEGY HOLDINGS INC. (Registrant) | ||||||
| Dated: December 30, 2010 | By: | /s/ KENT R. STEPHENSON | ||||
| Name: | Kent R. Stephenson | |||||
| Title: | Senior Vice President, Deputy General Counsel | |||||
EXHIBIT INDEX
| Exhibit No. |
Document | |
| 99.1 | Press Release, issued by the Company, dated December 30, 2010. | |